SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Kruger Logan W

(Last) (First) (Middle)
CENTURY ALUMINUM COMPANY
2511 GARDEN ROAD, BLDG A, SUITE 200

(Street)
MONTEREY CA 93940

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CENTURY ALUMINUM CO [ CENX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO and President
3. Date of Earliest Transaction (Month/Day/Year)
03/08/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/08/2010 A 27,096(1) A (1) 222,647(2) D
Common Stock 03/08/2010 F 12,648(3) D $15.03(3) 209,999(2) D
Common Stock 03/10/2010 S 4,837 D $14.91(4) 205,162(2) D
Common Stock 224.3216(5) I 401(k)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock acquired by the Reporting Person upon the vesting of performance share units granted pursuant to the Issuer's 2007-2009 Performance Share Program under a Rule 16b-3(d) plan.
2. Includes unvested shares of performance share units granted to the Reporting Person in connection with the Issuer's 2008-2010 and 2009-2011 Performance Share Program Periods under a Rule 16b-3(d) plan, all which vest in the ordinary course on December 31, 2010 and January 1, 2011, respectively.
3. Reports shares withheld by the Issuer in connection with vesting of performance share units granted to the Reporting Person pursuant to the Issuer's 2007-2009 Performance Share Program to satisfy tax obligations at a net settlement price equal to the closing price on Nasdaq on March 8, 2010, the vesting date.
4. Represents the average sale price of 4,837 shares in three separate transactions: 2,337 shares at $14.90; 2,000 shares at $14.91 and 500 shares at $14.92.
5. Reported by 401(k) plan trustee on March 5, 2010.
Remarks:
William J. Leatherberry, Attorney-in-Fact for Logan W. Kruger 03/10/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.